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8-K filings in June 2026, explained

1,106 material Form 8-K filings that 909 companies we cover made with the SEC in June 2026, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).

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GROWU S GLOBAL INVESTORS INC Jun 1, 7:15 PM ET

U.S. Global Investors to restate March-quarter EPS; underlying results unchanged

Negative earnings Written later 4.02

U.S. Global Investors said its earnings per share for the three and nine months ended March 31, 2026 were overstated because a spreadsheet formula omitted a component of shares from the weighted-average share count. The company will file a Form 10-Q/A, and earlier reports for those periods should no longer be relied upon, though net income, revenues, and cash flows were not affected. Management also concluded that a material weakness in internal control over financial reporting existed as of March 31, 2026.

  • The restatement covers the three and nine months ended March 31, 2026, previously reported in the Form 10-Q filed May 13, 2026.
  • Weighted-average shares were understated by 702,484 for the quarter and 230,743 for the nine months, overstating EPS by $0.02 and $0.01, respectively.
  • Corrected basic and diluted EPS for the quarter is $0.21; net income for the quarter was $2.7 million, which the company says is unchanged.
  • The Audit Committee discussed the matters with Grant Thornton LLP, and management is implementing enhanced review procedures and spreadsheet controls.
Read the filing on SEC.gov ↗
NVRIEnviri Corp Jun 1, 5:18 PM ET

Enviri completes spin-off; New Enviri to trade as NVRI on June 2, 2026

Neutral restructuring Written later 1.012.033.035.015.025.035.057.01

Enviri completed the spin-off of its Harsco Environmental and Harsco Rail businesses as New Enviri before the NYSE opened on June 1, 2026, and the company will trade regular way as Enviri Corporation under NVRI on June 2. New Enviri took on a $370.7 million term loan and a $152.0 million revolving credit facility that was undrawn after the merger, and the filing states projected 2026 pro forma revenue of about $1.2 billion and Adjusted EBITDA of about $140 million. Shareholders received one New Enviri share for every three Enviri shares, along with $15.00 per share in cash tied to the Clean Earth sale.

  • Shareholders received one New Enviri common share for every three Enviri shares, plus $15.00 per share in cash tied to the Clean Earth sale to Veolia
  • New Enviri had $370.7 million of term loan principal outstanding and no revolver borrowings after the merger; the term loan matures March 10, 2028 and the revolver September 5, 2029, subject to a springing maturity
  • Filing states projected 2026 pro forma revenue of about $1.2 billion and Adjusted EBITDA of about $140 million
  • Russell Hochman is President and CEO; directors and executive officers signed indemnification agreements on June 1, 2026
Read the filing on SEC.gov ↗
CRVLCORVEL CORP Jun 1, 5:05 PM ET

CorVel names Sarah Scott CEO and President effective July 1, 2026; Michael Combs becomes Executive Chair

Neutral leadership Written later 5.027.01

CorVel Corporation said Sarah Scott, a 26-year company veteran, will succeed Michael G. Combs as CEO and President on July 1, 2026. Combs, who has led the company since 2019 as CEO and since 2017 as President, will become Executive Chair and advise on the transition. The filing gives no financial results, so the change is a leadership transition with no stated effect on the company's numbers.

  • Sarah Scott becomes CEO and President effective July 1, 2026; she joined the company in 1999 and was Executive Vice President, Product and Corporate Services.
  • Scott's annual base salary rises to $600,000, with a target annual bonus of 75% of base salary and an opportunity of up to 100%.
  • Michael G. Combs will serve as Executive Chair at a base salary of $25,000 per month, effective July 1, 2026.
  • Scott will receive 25,000 stock options under the 2025 Stock Incentive Plan.
Read the filing on SEC.gov ↗

West names Michel Lagarde CEO, succeeding Eric Green effective August 31, 2026

Neutral leadership Written later 5.027.01

West Pharmaceutical Services said its Board appointed Michel Lagarde, formerly Executive Vice President and Chief Operating Officer at Thermo Fisher Scientific, as President and Chief Executive Officer effective August 31, 2026, replacing Eric M. Green, who is retiring. Lead Independent Director Robert F. Friel will become Board Chair on the same date, and Mr. Lagarde will join the Board as a director.

  • Mr. Lagarde's annual base salary is $1,175,000, with a target annual incentive of 125% of salary, or $1,468,750.
  • His 2026 long-term incentive award has a total grant value of $8,611,111, and a one-time sign-on grant has a total grant date value of $6,875,000.
  • Matching inducement grants are based on his personal stock purchases between May 31, 2026 and the start date, capped at $2,500,000.
  • Mr. Green's transition was first disclosed on March 9, 2026, when he told the Board on March 6, 2026 of his intent to retire.
Read the filing on SEC.gov ↗
LPXLOUISIANA-PACIFIC CORP Jun 1, 4:31 PM ET

LP names Aaron Howald CFO as Alan Haughie plans to retire effective September 1, 2026

Neutral leadership Written later 5.027.01

LP said Chief Financial Officer Alan Haughie will retire effective September 1, 2026, and the Board appointed Aaron Howald, currently Vice President, Investor Relations and Business Development, to succeed him. Haughie will serve in an advisory role through February 28, 2027, to support the 2026 annual reporting process. The filing also says Chief Commercial Officer Craig Sichling plans to retire in the first half of 2027 after a successor is named.

  • Alan Haughie retires as Executive Vice President and CFO effective September 1, 2026, and serves in an advisory capacity through February 28, 2027.
  • Aaron Howald becomes CFO and Senior Vice President effective September 1, 2026, with an annual base salary of $560,000.
  • Howald receives a one-time RSU award valued at $625,000 on September 1, 2026, and long-term equity grants valued at $975,000 annually beginning February 2027.
  • Craig Sichling, Senior Vice President and Chief Commercial Officer, plans to retire in the first half of 2027; LP will conduct a search for his successor.
Read the filing on SEC.gov ↗
VRRMVERRA MOBILITY Corp Jun 1, 4:29 PM ET

Verra Mobility CEO David Roberts out; Jonathan Keyser named interim CEO

Neutral leadership Written later 5.027.01

Verra Mobility replaced CEO David Roberts with Chief Transformation Officer Jonathan Keyser as interim President and CEO, effective May 31, 2026, and Roberts also resigned from the Board. The company said the change is meant to realign its cost structure, and it has retained a search firm to find a permanent CEO.

  • David Roberts ceased to serve as President and CEO effective May 31, 2026, and resigned from the Board effective May 30, 2026; the Board reduced its size from seven to six directors.
  • Keyser's interim pay includes a base salary of $650,000 and a target bonus of 100% of base salary, plus a $2,250,000 RSU award and a $3,300,000 cash retention award.
  • CFO Craig Conti received a $1,750,000 RSU award and a $3,300,000 cash retention award, with base salary rising to $550,000 effective June 2, 2026.
Read the filing on SEC.gov ↗
PENGPenguin Solutions, Inc. Jun 1, 4:17 PM ET

Penguin Solutions CFO Nate Olmstead to step down July 8; company reaffirms FY2026 outlook

Mixed leadership Written later 5.027.01

Penguin Solutions said Chief Financial Officer Nate Olmstead will resign effective July 8, 2026, to pursue an opportunity in a different industry, and that the departure is not related to any disagreement with the company. Vice President of Finance and Accounting Aaron Johnson will serve as interim CFO from July 9, 2026, while the company searches for a permanent CFO. The company also reaffirmed its fiscal 2026 outlook and expects net sales and diluted EPS at the high end of its outlook ranges, which matters to shareholders because it signals the company still expects strong results despite the finance leadership change.

  • Nate Olmstead resigns as Senior Vice President and CFO effective July 8, 2026, and will receive no severance benefits
  • Aaron Johnson, 47, named interim CFO and principal financial and accounting officer effective July 9, 2026
  • Company reaffirmed fiscal 2026 outlook and expects net sales and diluted EPS at the high end of outlook ranges
  • Company will report third-quarter fiscal 2026 results on July 7, 2026, and has begun a search for a permanent CFO
Read the filing on SEC.gov ↗
CVBFCVB FINANCIAL CORP Jun 1, 4:15 PM ET

CVB Financial renews CEO David Brager's employment agreement through June 30, 2029

Neutral leadership Written later 5.02

CVB Financial and Citizens Business Bank signed a Third Amended and Restated Employment Agreement with CEO David A. Brager on June 1, 2026, extending his term to June 30, 2029, about three years early. The filing sets his base salary at $966,000, a target bonus of 120% of salary, and expanded severance and change-in-control terms.

  • Agreement dated June 1, 2026 extends the prior term that was set to end June 30, 2027, through June 30, 2029.
  • Base salary is $966,000 annualized; target bonus is 120% of salary, with a maximum of 180%.
  • Annual equity grants are targeted at 180% of base salary, with a minimum grant value of 150%.
  • Severance on termination without cause or for good reason is 2x base pay plus 2x average bonus, payable over 18 months; change-in-control severance is 2.5x.
Read the filing on SEC.gov ↗

TDS unit Array closes $1.0 billion spectrum sale to Verizon

Positive m&a Written later 2.018.01

Array Digital Infrastructure, a subsidiary of Telephone and Data Systems (TDS), completed the sale of select spectrum assets to Verizon on June 1, 2026, receiving $1.0 billion in cash. The same day, Array's board declared a special cash dividend of $11.00 per share, payable to holders of its common and Series A common stock, which gives TDS a cash distribution from the sale proceeds.

  • Array received a $1.0 billion cash purchase price at the closing of the spectrum sale to Verizon, under a License Purchase Agreement dated October 17, 2024.
  • Array declared a special cash dividend of $11.00 per share on June 1, 2026.
  • Record date is June 11, 2026, and the payment date is scheduled for June 25, 2026.
  • As of June 1, 2026, TDS held 33,005,877 Series A shares and 37,782,826 common shares of Array.
Read the filing on SEC.gov ↗
GPORGULFPORT ENERGY CORP Jun 1, 4:10 PM ET

Gulfport Energy names Domenic Dell'Osso CEO and board member effective May 28, 2026

Neutral leadership Written later 5.025.07

Gulfport Energy appointed Domenic J. Dell'Osso Jr. as President and Chief Executive Officer effective May 28, 2026, and also added him to the Board, which was increased to seven members. At the May 27, 2026 annual meeting, stockholders elected six directors, ratified Grant Thornton LLP as auditor, and approved the nonbinding say-on-pay proposal.

  • Dell'Osso was named President and CEO on May 4, 2026, effective May 28, 2026, and joined the Board on May 28, 2026.
  • He previously served as President and CEO of Expand Energy Corporation from 2021 to February 2026.
  • He will receive no additional compensation for his Board role and is not expected to serve on a Board committee.
  • Say-on-pay passed with 14,813,750 votes for and 289,761 against.
Read the filing on SEC.gov ↗

Array completes $1.0 billion Verizon spectrum sale and declares $11.00 special dividend

Positive m&a Written later 2.018.01

Array completed the sale of select spectrum assets to Verizon for $1.0 billion in cash and declared a special cash dividend of $11.00 per share. The company says the dividend reflects the Verizon closing and other transactions alongside cash on hand, and it does not expect additional dividends in 2026. The special committee's evaluation of a non-binding acquisition proposal from TDS is separate, and the committee has not made a decision.

  • Verizon paid $1.0 billion in cash at the June 1, 2026 closing of the spectrum sale
  • Special dividend of $11.00 per share; record date June 11, 2026; payment date June 25, 2026
  • Spectrum sales to T-Mobile totaling $168 million were completed in May 2026
  • TDS's non-binding proposal dated May 7, 2026 remains under special committee review with no decision
Read the filing on SEC.gov ↗

HPE raises fiscal 2026 outlook after Q2 revenue rises 40% to $10.7 billion

Positive earnings Written later 1.012.025.027.01

HPE reported fiscal second-quarter revenue of $10.7 billion, up 40% from a year earlier, and GAAP diluted EPS of $0.44, above its outlook range of $0.09 to $0.13. It raised its fiscal 2026 non-GAAP diluted EPS range to $3.35 to $3.45 and introduced a fiscal 2027 growth framework, and it appointed Christopher P. Hsu to its board under the Elliott cooperation agreement. The company also completed the sale of its H3C stake for approximately $370.4 million and declared a $0.1425 quarterly dividend.

  • Q2 revenue of $10.7 billion, up 40%; GAAP diluted EPS of $0.44 and non-GAAP diluted EPS of $0.79, both above outlook
  • Fiscal 2026 non-GAAP diluted EPS raised to $3.35 to $3.45; free cash flow now expected to be at least $3.5 billion
  • Fiscal 2027 framework: revenue growth of 8% to 12% and non-GAAP diluted EPS growth of 12% to 16%
  • Quarterly dividend of $0.1425 per share payable July 15, 2026, to holders of record on June 16, 2026
Read the filing on SEC.gov ↗

Credo reports fiscal 2026 revenue of $1.3 billion; CEO gets special performance award

Positive earnings Written later 2.025.02

Credo reported fourth-quarter and fiscal 2026 results, with quarterly revenue of $437.0 million and full-year revenue of $1.3 billion, and guided first-quarter fiscal 2027 revenue to $465.0 million to $475.0 million. The same filing disclosed a one-time performance-based equity award for CEO William Brennan that vests only if revenue and stock price targets are met over a five-year period ending June 30, 2031.

  • Q4 fiscal 2026 revenue of $437.0 million rose 157.0% year over year and 7.4% quarter over quarter; GAAP diluted net income per share was $0.88, versus $0.20 a year earlier.
  • Fiscal 2026 revenue was $1.3 billion, compared with $436.8 million in fiscal 2025; GAAP net income was $472.3 million, versus $52.2 million.
  • First-quarter fiscal 2027 revenue is expected to be between $465.0 million and $475.0 million.
  • On May 28, 2026, the board approved special PSUs for CEO William Brennan: six tranches of 239,500 shares each, tied to revenue goals from $2.5 billion to $7.5 billion and stock price goals from $244.70 to $489.40.
Read the filing on SEC.gov ↗
GRALGRAIL, Inc. Jun 1, 4:07 PM ET

GRAIL names Joshua Ofman CEO; $800,000 base salary and $2 million RSU award

Neutral leadership Written later 5.028.01

GRAIL said Dr. Joshua Ofman will serve as its chief executive officer under an amended offer letter effective June 1, 2026. The letter sets his base salary at $800,000, a $2,000,000 restricted stock unit award, and severance terms that differ depending on whether a change in control occurs. The filing also furnished a May 31, 2026 investor presentation on NHS-Galleri and PATHFINDER 2 study data.

  • Base salary set at $800,000; variable compensation target is 100% of base salary from June 1, 2026, versus a prior 60% target that still applies to the part of 2026 before that date
  • RSU award with a $2,000,000 grant date value, vesting in equal annual installments on the first four anniversaries of May 31, 2026
  • Severance if terminated without cause or resigning for good reason: 24 months of base salary plus 200% of target bonus within the change-in-control period, or 12 months of base salary plus 100% of target bonus otherwise
  • Company will reimburse negotiation legal fees up to $25,000
Read the filing on SEC.gov ↗

Diversified Healthcare Trust raises 2026 Normalized FFO guidance by $0.04 a share

Positive guidance Written later 7.01

Diversified Healthcare Trust posted an investor presentation on June 1, 2026 that raises its full-year 2026 guidance. Normalized FFO per common share is now expected at $0.56 to $0.62, up from $0.52 to $0.58, and the company attributes the $10 million midpoint increase in SHOP NOI to expense savings in dietary and labor costs.

  • Normalized FFO per common share guidance rose to $0.56-$0.62 from $0.52-$0.58, a $0.04 increase at the midpoint.
  • Normalized FFO guidance is $135 million-$150 million, up from $125 million-$140 million; Adjusted EBITDAre guidance is $300 million-$315 million, up from $290 million-$305 million.
  • SHOP NOI guidance rose to $185 million-$195 million from $175 million-$185 million, driven by targeted cost initiatives, primarily across dietary and labor.
  • Moody's upgraded the company to B3 in April 2026 and revised its ratings outlook from stable to positive.
Read the filing on SEC.gov ↗
BVFLBV Financial, Inc. Jun 1, 11:20 AM ET

BV Financial names CEO Timothy Prindle Chairman, adds Lead Independent Director

Neutral leadership Written later 8.01

BV Financial's board elected Timothy L. Prindle, the company's President and CEO, as Chairman, combining the two roles. Independent directors elected William B. Crompton, III as Lead Independent Director to provide independent oversight of the board and management.

  • Timothy L. Prindle elected Chairman on June 1, 2026, in addition to his role as President and CEO
  • Board says a combined Chairman and CEO role best aligns operations with the strategic plan
  • William B. Crompton, III elected Lead Independent Director concurrent with Prindle's election
Read the filing on SEC.gov ↗
NSCNORFOLK SOUTHERN CORP Jun 1, 9:15 AM ET

Norfolk Southern COO John Orr resigns for good reason; Brian Barr named successor

Neutral leadership Written later 5.027.01

Norfolk Southern's Chief Operating Officer, John Orr, resigned for good reason effective May 31, 2026, citing proposed operational changes that would reduce his duties. Vice President and Chief Mechanical Officer Brian Barr was appointed COO effective June 1, 2026, while Orr stays on as a special advisor to the Board Chair until he retires on July 1, 2026. The change occurs while the company's merger agreement with Union Pacific is pending, and Orr's advisory role runs until that merger closes or June 1, 2027.

  • Orr's resignation took effect May 31, 2026; he is employed as a special advisor through June 30, 2026 and retires July 1, 2026.
  • Orr will receive the remaining balance of his $2,250,000 retention bonus in a lump sum within 30 days after the Union Pacific merger closes.
  • Barr, age 47, receives a $600,000 annual base salary and an incentive opportunity equal to 130% of salary, prorated for 2026.
  • Barr's total retention bonus was increased to $2 million, with remaining $600,000 installments vesting in January 2027.
Read the filing on SEC.gov ↗
BSBKBogota Financial Corp. Jun 1, 9:12 AM ET

Bogota Financial agrees to merge with GSL Savings Bank

Neutral m&a Written later 1.015.028.01

Bogota Financial Corp. and its mutual holding company entered into a merger agreement on May 31, 2026, under which GSL Savings Bank will merge into Bogota Savings Bank. The company expects consolidated assets to rise from about $877.2 million at March 31, 2026 to about $1.0 billion, and it will issue common stock to the MHC equal to GSL's appraised fair value, which the company says is expected to be accretive to 2026 net income and earnings per share on a pro forma basis.

  • Merger agreement dated May 31, 2026; GSL Savings Bank merges into Bogota Savings Bank, with the Bank surviving
  • Consolidated assets expected to increase from about $877.2 million (March 31, 2026) to about $1.0 billion
  • Closing expected in the second half of 2026, subject to regulatory and other approvals; GSL pays a $750,000 termination fee in certain circumstances
  • Frank Giancola, GSL's CEO, to become Executive Vice President and Chief Operating Officer of the Bank under a two-year agreement with a $250,000 base salary, effective at closing
Read the filing on SEC.gov ↗
DBXDROPBOX, INC. Jun 1, 9:06 AM ET

Dropbox Sets Up $400 Million Revolver and Authorizes $900 Million Buyback

Neutral financing Written later 1.012.037.018.01

Dropbox entered a $400 million senior secured revolving credit facility maturing December 11, 2029, with no borrowings outstanding as of June 1, 2026. The company also authorized a new $900 million share repurchase program for its Class A common stock, which the filing says may be used to fund repurchases.

  • Revolving credit facility provides up to $400 million, expandable to $500 million, and matures December 11, 2029.
  • As of June 1, 2026, the company had no outstanding loans or letters of credit under the facility.
  • New share repurchase program authorizes up to an additional $900 million of Class A common stock.
  • Revolver includes a maximum consolidated leverage ratio covenant of 5.00 to 1.00 and is secured by substantially all company assets.
Read the filing on SEC.gov ↗

IFF agrees to sell Food Ingredients unit to CVC for $4.3 billion

Mixed m&a Written later 1.018.01

IFF agreed on May 28, 2026 to sell its Food Ingredients business to affiliates of CVC Capital Partners at a valuation of about $4.3 billion, with expected net cash proceeds of about $3.8 billion plus a minority stake worth about $200 million. IFF says it plans to use the proceeds mainly to reduce debt and buy back shares, but expects the deal to be dilutive to adjusted EPS in the first 12 months after closing.

  • Buyer is Foxtrot US Bidco, Inc., an affiliate of CVC Capital Partners; deal values the business at about $4.3 billion, or about 10x enterprise value to EBITDA per the press release
  • IFF expects net cash proceeds of about $3.8 billion at closing and a minority stake of about 9.9%, valued at about $200 million
  • The business generated nearly $3.1 billion in 2025 sales and about $430 million of EBITDA; IFF expects the deal to be dilutive to adjusted EPS in the first 12 months after closing
  • Closing is expected by the end of the second quarter of 2027; either party may terminate if not consummated by May 28, 2027; IFF reiterated its full-year 2026 guidance
Read the filing on SEC.gov ↗
BTBDBT Brands, Inc. Jun 1, 8:56 AM ET

BT Brands CFO Kenneth Brimmer resigns; no successor named yet

Neutral leadership Written later 5.02

BT Brands, Inc. disclosed that Chief Financial Officer and board member Kenneth Brimmer resigned effective May 26, 2026. The company says the departure was not due to any disagreement on operations, policies, financial reporting or accounting matters, and it has not yet named a successor or interim principal financial or accounting officer.

  • Kenneth Brimmer resigned as director and Chief Financial Officer effective May 26, 2026
  • He was also the principal financial officer and principal accounting officer
  • The filing states no disagreement with management, the board or any committee led to the resignation
  • No successor or interim officer has been appointed; the company will disclose any appointment under SEC rules
Read the filing on SEC.gov ↗

SPACSphere agrees to merge with Mobilewalla in deal valuing it at $250 million pre-money

Neutral m&a Written later 1.017.01

On May 29, 2026, SPACSphere Acquisition Corp. entered into a business combination agreement with Mobilewalla Holdco, Inc. Under the agreement, SPACSphere will domesticate as a Delaware corporation, Mobilewalla will merge into a SPACSphere subsidiary and become a wholly owned subsidiary, and the combined company will be renamed. The deal is expected to close in the second half of 2026 and requires approval by SPACSphere and Mobilewalla shareholders, so shareholders will be asked to vote on a transaction that changes the company's business and share structure.

  • Mobilewalla is valued at a $250 million pre-money equity value, and existing Mobilewalla holders are to receive New SPACSphere Common Stock using an exchange ratio based on 25,000,000 shares divided by Mobilewalla's fully diluted capital st
  • The company expects about $172.5 million of cash from SSAC's trust account at closing, assuming no redemptions, and certain institutional investors affiliated with Mobilewalla plan to commit $10 million.
  • Mobilewalla reported $13.9 million in Annual Recurring Revenue as of April 30, 2026, and the transaction is expected to close in the second half of 2026.
Read the filing on SEC.gov ↗

Eloxx Pharmaceuticals effects 1-for-11 reverse split and adds two directors

Neutral shareholder Written later 3.023.035.025.03

Eloxx Pharmaceuticals completed a 1-for-11 reverse stock split of its common stock, effective 5:00 p.m. Eastern Time on May 29, 2026, and reduced authorized common shares from 500,000,000 to 100,000,000. The company also appointed Stephen W. Webster and Nina Kjellson to its board, filling vacancies and reducing the board from six to five directors.

  • Every 11 shares of common stock combined into one share; trading on a split-adjusted basis expected on the OTC Pink Market on June 1, 2026
  • Authorized common shares reduced from 500,000,000 to 100,000,000
  • Stephen W. Webster and Nina Kjellson appointed to the board on May 27, 2026; each received an option grant for up to 13,587 shares
  • Prefunded warrant exercises of 2,500,000 shares occurred on April 27, 2026, and an exchange of those shares for prefunded warrants on May 27, 2026
Read the filing on SEC.gov ↗

SAIC Q1 fiscal 2027 net income rises 69% to $115 million; raises profit guidance

Positive guidance Written later 2.02

SAIC reported first-quarter fiscal 2027 revenue of $1.91 billion, up about 2%, with net income of $115 million, up from $68 million a year earlier. The company raised its adjusted EBITDA and adjusted diluted EPS guidance for fiscal 2027 and reiterated its revenue and free cash flow guidance, which matters to shareholders because the higher profit outlook points to stronger expected earnings, though the quarter included a $12 million gain from an investment sale.

  • Revenues were $1.91 billion, up 2% from $1.88 billion; organic growth was about 0.5% after adjusting for the SilverEdge acquisition, which added $19 million.
  • Diluted EPS was $2.61 versus $1.42 a year earlier; adjusted diluted EPS was $3.23 versus $1.92.
  • Adjusted diluted EPS guidance was raised to $9.90 to $10.10 from $9.50 to $9.70; adjusted EBITDA guidance was raised to $720 million to $730 million from $705 million to $715 million.
  • The Board declared a quarterly dividend of $0.37 per share, payable July 24, 2026 to holders of record on July 10, 2026.
Read the filing on SEC.gov ↗
XPOXPO, Inc. Jun 1, 6:48 AM ET

XPO enters $385 million Term Loan B and $500 million Term Loan A credit agreements

Neutral financing Written later 1.012.03

XPO entered a $385 million Term B-4 loan under an amendment to its existing term loan credit agreement and a separate $500 million senior secured Term Loan A facility with Wells Fargo, both dated May 29, 2026. The company said the proceeds will be used to refinance its existing Term Loan B debt and pay transaction costs, and both facilities are secured by substantially all of its assets.

  • 2026 Term Loan B Facility: $385 million, matures February 1, 2031, interest at Term SOFR plus 1.50% (ABR plus 0.50%), with a 0.125% reduction after November 29, 2026 if net leverage is at or below 1.21 to 1.00
  • Term Loan A Credit Facility: $500 million, matures May 29, 2029, with Wells Fargo Bank as administrative agent, interest at Term SOFR plus 1.25%
  • Maturity of the Term Loan A may spring to 91 days before the maturity of the 6.250% Senior Secured Notes due 2028, unless those notes are $350 million or less outstanding or liquidity covers them
  • Loans carry financial covenants, including a secured net leverage ratio of not greater than 3.00 to 1.00 and an interest coverage ratio of at least 2.00 to 1.00 before an investment-grade fall-away event
Read the filing on SEC.gov ↗

FedEx Freight completes spin-off from FedEx and begins trading as FDXF

Neutral restructuring Written later 1.012.033.035.015.025.035.058.01

FedEx Freight completed its spin-off from FedEx on June 1, 2026, after FedEx distributed 80.1% of FedEx Freight common stock to FedEx stockholders. The company also entered into agreements with FedEx covering separation, transition services, taxes, employees, intellectual property, the FedEx Freight name, and stockholder matters, and it drew the full $600 million term loan on May 27 to help finance a cash dividend. For shareholders, these agreements define the ongoing relationship with FedEx, which retains 19.9% of the shares and will dispose of them within 24 months.

  • Spin-off effective 12:01 a.m. Central Time on June 1, 2026; FedEx Freight began regular-way trading on the NYSE as FDXF that day
  • FedEx stockholders received one FedEx Freight share for every two FedEx shares held of record as of May 15, 2026
  • FedEx retained 19.9% of FedEx Freight shares and will dispose of them within 24 months
  • Full $600 million Term Loan Facility drawn May 27, 2026; substantially all proceeds used to finance the Cash Dividend
Read the filing on SEC.gov ↗
FDXFEDEX CORP Jun 1, 6:42 AM ET

FedEx completes spin-off of FedEx Freight, which begins trading as FDXF on June 1

Neutral restructuring Written later 1.012.015.028.01

FedEx completed the spin-off of FedEx Freight effective 12:01 a.m. Central Time on June 1, 2026, distributing 80.1% of FedEx Freight shares to FedEx stockholders. FedEx Freight began regular-way trading on the NYSE under FDXF that day, and FedEx continues to trade as FDX, so shareholders now hold stock in two separate public companies. The filing also covers agreements governing the continuing relationship between the two companies and leadership changes tied to the separation.

  • Each FedEx stockholder received one FedEx Freight share for every two FedEx shares held at the close of business on May 15, 2026; cash is paid in lieu of fractional shares.
  • FedEx retained 19.9% of FedEx Freight shares and will dispose of them within 24 months of the separation.
  • John A. Smith resigned as FedEx Chief Operating Officer, United States and Canada, to become President and CEO of FedEx Freight.
  • Stephen E. Gorman left the FedEx Board to join the FedEx Freight board, and the FedEx Board decreased in size from thirteen to twelve members.
Read the filing on SEC.gov ↗

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.

Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.